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Resale Price Maintenance Agreement Template for Canada

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Key Requirements PROMPT example:

Resale Price Maintenance Agreement

"I need a Resale Price Maintenance Agreement for my luxury watch brand's expansion into the Canadian market, to be effective from March 1, 2025, establishing suggested retail prices for our authorized dealers while ensuring compliance with Canadian competition law."

Document background
The Resale Price Maintenance Agreement is essential for businesses operating in Canada that wish to maintain consistent pricing across their distribution network while complying with competition law. This document became particularly relevant after the 2009 amendments to the Competition Act, which changed resale price maintenance from a per se criminal offense to a civil reviewable practice. The agreement is typically used when a manufacturer or supplier wants to suggest resale prices to their distributors or retailers while maintaining compliance with Section 76 of the Competition Act. It includes comprehensive provisions for price setting, communication methods, compliance procedures, and marketing guidelines. The document is crucial for businesses seeking to protect their brand value and maintain price consistency while avoiding adverse effects on competition that could trigger regulatory scrutiny in Canada.
Suggested Sections

1. Parties: Identification of the supplier/manufacturer and the reseller/distributor

2. Background: Context of the agreement, including the business relationship and purpose

3. Definitions: Key terms used throughout the agreement, including 'Suggested Resale Price', 'Products', and 'Territory'

4. Appointment and Scope: Designation of the reseller and the scope of their rights to sell the products

5. Pricing Mechanism: Details of how suggested resale prices are set, communicated, and updated

6. Competition Law Compliance: Explicit statements ensuring compliance with Section 76 of the Competition Act and related provisions

7. Reseller Obligations: Responsibilities of the reseller regarding pricing, marketing, and product representation

8. Supplier Obligations: Responsibilities of the supplier including product supply and pricing support

9. Term and Termination: Duration of the agreement and circumstances for termination

10. Confidentiality: Protection of confidential information exchanged between parties

11. Governing Law and Jurisdiction: Specification of Canadian law application and jurisdiction

12. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

Optional Sections

1. Marketing and Promotion: Specific requirements for marketing activities and promotional pricing - include when marketing coordination is crucial

2. Quality Control: Standards for product presentation and service - include for luxury or specialized products

3. Online Sales Provisions: Specific rules for e-commerce and online pricing - include when digital sales are significant

4. Audit Rights: Right to audit reseller's compliance with pricing provisions - include for complex distribution networks

5. Territory Restrictions: Geographical limitations on resale activities - include when territorial divisions are necessary

6. Training Requirements: Staff training obligations for product knowledge and pricing - include for technical or specialized products

7. Dispute Resolution: Alternative dispute resolution procedures - include when parties prefer arbitration over litigation

Suggested Schedules

1. Schedule A - Product List: Comprehensive list of products covered by the agreement

2. Schedule B - Suggested Resale Prices: Current list of suggested resale prices for all products

3. Schedule C - Pricing Guidelines: Detailed guidelines for implementing the pricing strategy

4. Schedule D - Compliance Protocol: Step-by-step protocol for ensuring competition law compliance

5. Schedule E - Territory Map: Geographical definition of authorized sales territory

6. Appendix 1 - Reporting Templates: Standard forms for price reporting and compliance documentation

7. Appendix 2 - Marketing Guidelines: Guidelines for price-related marketing and advertising

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºÚÁÏÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




























Clauses



























Relevant Industries

Luxury Goods

Consumer Electronics

Automotive

Fashion and Apparel

Pharmaceuticals

Sporting Goods

Home Appliances

Cosmetics and Beauty

Industrial Equipment

Food and Beverage

Relevant Teams

Legal

Sales

Compliance

Commercial

Pricing

Distribution

Retail Operations

Business Development

Regulatory Affairs

Marketing

Relevant Roles

Legal Counsel

Commercial Director

Sales Manager

Pricing Manager

Compliance Officer

Business Development Manager

Channel Manager

Distribution Manager

Retail Operations Director

Brand Manager

Commercial Contracts Manager

Chief Commercial Officer

Head of Sales

General Counsel

Regulatory Affairs Manager

Industries





Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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